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French content producer Banijay Group said it’s buying rival Endemol Shine Group from Walt Disney Co. and Apollo Global Management Inc., creating a giant entity able to compete with the likes of ITV Plc.
Banijay will acquire the Dutch production company behind hit shows like “Black Mirror” and “Peaky Blinders,” confirming earlier reports. The buyer is backed by two conglomerates: France’s Vivendi SA and Italy’s De Agostini SpA.
A spokesman for Banijay declined to disclose any financial amount for the whole transaction. Banijay and Endemol Shine had been discussing a valuation of at least $2 billion, people with knowledge of the matter told Bloomberg Oct. 22.
Disney and Apollo were seeking a buyer for Endemol last year. They had attracted interest from suitors including Banijay, the U.K. broadcaster ITV and Hollywood talent agency Endeavor Group Holdings Inc., Bloomberg News reported at the time. Endemol called off the sale process after failing to reach an agreement.
The acquisition will be financed through committed debt financing worth around $1.6 billion as well as $400 million from a capital increase by Banijay Group, people familiar with the deal said, declining to be be named because the information is private. Vivendi -- which will own 32.9% of the new group -- will contribute around $100 million in that capital increase, they said.
The debt part of the deal includes a full refinancing of Banijay and Endemol Shine’s existing financial debt, supported by Deutsche Bank, Natixis and Societe Generale, Banijay said in an emailed statement. An IPO of the newly combined group in a few years is part of the road map, the people said.
Total pro-forma revenue of the combined group is expected to be approximately 3 billion euros ($3.32 billion) for the year ending Dec. 31, Banijay said. The group will own almost 200 production companies and the rights for about 100,000 hours of content.
“Combining the resources of these two companies will instantly strengthen our position in the global market,” Marco Bassetti, Banijay chief executive officer, said in the statement.
Endemol Shine, which transcends national borders with hit TV franchises such as “Big Brother” and “MasterChef,” is familiar to Banijay’s founder and chairman Stephane Courbit, who ran its French unit in the early 2000s. Banijay owns the rights of TV series such as Norway’s political thriller “Occupied” as well as “Versailles,” a period drama about King Louis XIV.
After closing, the combined group will be 67.1% owned by LDH, a holding company controlled by Courbit, with the rest being owned by Vivendi, which will get three board seats from the current two, the people said.
Italian Group De Agostini owns 36% of LDH while French investment Fimalac led by Marc Ladreit de Lacharrière will own 12% of LDH through a reserved capital increase dedicated to the financing of the Endemol Shine acquisition and will get one board seat, a person said.
LDH is controlled by Financiere LOV, Courbit’s investment arm. In addition to its direct investment in LDH, Fimalac will reinforce its long-term partnership with Financiere LOV by increasing its stake from 5.75% to 8.4%, Banijay said.
Rothschild and PJ Solomon acted as financial advisers to Banijay Group, while SocGen acted as financial adviser to Financiere LOV, it also said.
(Adds details about financial structure of the deal from fifth paragraph.)
--With assistance from Daniele Lepido and Geraldine Amiel.
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